Feline Sundaes
by Foxcat93
Summary: Max and F3, the feline Control agent, work a case together to free some scientists held hostage. Will they be captured by KAOS? Will Seigfried quash their plans? Will Max get along with F3? Tune in to read this really silly story...
1. Max and F3

Maxwell Smart, Agent 86 of Control, came down the stairs of his apartment one bright Washington morning in spring, still tying his red tie and buttoning his vest. At the landing he turned and fell over something that was draped across the steps. He sat up and brushed himself off, then looked for the offending item that had tripped him.

It was a wire, a telephone wire, draped across the steps from the telephone to a chair. He stood and put his hands on his hips when he saw who was on the phone. It was F3, the tiny Siamese Control agent who lived with Maxwell Smart, his wife Agent 99 and their six year old twins, Shawn and Sarah.

The blue-point Siamese cat was laying upside down on a chair with the huge receiver near her ears. She had her paw around the receiver as far as she could get it and was talking on the phone. F3 had been bred to be extremely intelligent, understand human speech and wore special Control-designed implants in her ears. She could be understood by the Smarts or other Control agents when they used a special ear device. She had accompanied Max and 99 on many missions and she entertained the children when she wasn't working. And she was an extremely valuable Control agent, one of a kind. Despite her name, F3, there had not been two more before her.

But F3 was always on the phone…she was worse than the kids. She looked up at Max with her large blue eyes and made a "go away" motion with her paw.

"F3," said Max. "Get off the phone."

She put her paw to her lips and said, "Sssh."

"F3!"

The cat put her paw over the receiver and said, "Max, this is Control business. I'll tell you in a minute."

Max sat down while the cat spoke for a few more minutes. Then she extricated herself from the phone. "Max, can you hang up the phone. It's pretty heavy for me."

He wrinkled his nose at her. "So who answered it for you?" He hung up the phone and put the cord out of the way.

"Oh I did. But Sarah carried it over here so I could be comfy talking."

"Oh, _comfy talking_," said Max, sarcastically. "My cat has to be comfy…and by the way, Miss Smarty-Pants, don't you know it's dangerous to leave cords on the steps…why I could have knocked myself silly falling down those steps!"

Max sat down on the sofa, still looking grumpy. F3 jumped up on the coffee table that was in front of the sofa. "Three things, Max."

"What are you talking about?"

The little cat sat down and stretched her ears, then gave a big yawn. Then she started licking her paw. She finally gazed at Max, who was looking at her impatiently, waiting for her to say something. Sometimes the little cat could be irritating, and she knew it. Finally she stopped licking her paw and gave him her full attention. She stood very straight and glared at him with her blue eyes.

"Max, first of all, I'm NOT your cat. I am a Control agent, just as you and Agent 99 are. I am grateful you allow me to stay here, but I believe I certainly earn my keep by baby-sitting the children and entertaining them when I am not on a case."

"Go on, F3."

"Secondly, Max, you _always_ fall down those steps. It wouldn't matter if there were nothing there or a boulder. You would still fall down those steps."

"It hasn't been every time, F3," said Max, pouting. "Why just last week I made it down twice without falling…eh…make that once."

"Yes, I have to give you that, Max."

"So what's the third thing?"

"Max, you said you could have knocked yourself silly falling down those steps."

"Well, it's true."

"Max, think about it, you're ALREADY silly."

Max jumped up in mock fury. The little cat ran up the steps in a flash. Max knew she was just teasing. It was a little game she liked to play and she always got the best of him. He sat down again, waiting.

He sat on the couch for a few minutes. He wondered where 99 was. He reached for the morning paper and soon was engrossed in it. He jumped when F3 landed on his shoulder from behind.

"Are you ready to kiss and make up?" whispered the little cat.

"The day I kiss _you_, Agent F3.…"

She meowed softly and rubbed his face with her head. "Don't you want to know who that was on the phone?"

"Ok, F3. Who was it?" said Max impatiently.

"It was the Chief. You and I are on a case together."

"What? They don't want 99? What can you do that she can't?"

"Crawl around unobtrusively and listen to the enemy, Max…or haven't you noticed I'm considerably smaller than a human and KAOS doesn't know Control has a feline agent."

"Get to the point, F3."

"That was the Chief, Max. He told me that KAOS has a dastardly plot to eliminate all the important US scientists, then they will begin working on other countries' scientists. And that's not all. They have built a machine to extract all the scientific information from their brains into a computer where it will be used to help KAOS create a super-scientist robot that will not be able to be stopped."

"Sounds scary, F3. So where do we come in?"

"You are posing as a scientist in the field of nuclear physics." She cleared her throat and the corners of her mouth tipped upward in a feline smile. "I'm going as your kitty."

"I thought you said you're not my cat."

"I'm not. It's my disguise. Good one, huh?"

Max rolled his eyes. "OK, when do we leave?"

The cat consulted her wristwatch. "Couple of hours, Max. We have to be over at Control Labs to pick up a few gadgets they designed for us and check in with the Chief."

Max was still looking at the miniscule wristwatch the cat was wearing. "You have to be kidding. They gave you a wrist watch? They never gave _me_ one…" Max looked a bit pouty.

"Sure, Max. Take a look. It's a Mickey Mouse watch."

"How appropriate," he said dourly. "I want one too."

"Max…if they gave _you_ one, it would have to be a backwards Goofy watch…" At this, she took off at the speed of light, up the stairs again.

99 came down the stairs. She was combing her hair and looking into a small mirror. "What was F3 in such a big hurry about? Are you teasing her again?"

"99," said Max, as his wife came down the last few steps. "Be careful, don't fall…"

99 stood at the bottom of the steps and put away her mirror. "What are you talking about, Max?"

"Nothing." He paused. "99, the Chief is sending F3 and me on a case. They didn't want you."

99 looked puzzled. "What?"

"No, 99, they didn't want you…you're too big..."

"Excuse me?"

"Well, you're not a cat, at least I don't think you're a cat, …eh…you never said you were a cat. I never found a collar and leash in your luggage…wait, you do drink catnip tea sometimes…and….I don't suppose you chase mice when I'm not looking….." his voice travelled off.

"Max, what _are_ you talking about?"

"We have to be at Control in two hours. F3 has to do some undercover work, in very small spaces."

"Well, Max, why didn't you say so in the first place? Maybe the Chief will send me somewhere too on a case."

"Yes, but you have to baby-sit."

"Max, F3 may be going on a case with you, but my mother usually can come by to watch the kids. If not, Larrabee or one of the other agents can take the kids down to Control. It's good for them to see where their parents work and what we do for a living."

"Well, now that's settled."

They both turned around as they heard a thud. F3 had pushed Max's suitcase down the stairs with her head. It stopped at the landing. She was carrying the straps of a miniscule backpack in her teeth and daintily walking down the steps.

"What did you do that for, F3?"

"We don't have much time, Max. Get a move on."

Max picked up the suitcase. It was strangely light. He opened it. It was empty.

"F3, there's nothing in here."

She dropped the tiny backpack. "What? You want me to pack for you too?"


	2. The Mission

Chapter 2 - The Mission

The two agents arrived at Control headquarters and entered Larrabee's office. F3 was riding on Max's shoulder and had her tiny backpack on. Max was carrying his suitcase.

"Hey, F3, it's really good to see you," said Larrabee, as they passed. "Are you on a case?"

The cat nodded and waved at Larrabee.

"Gee, you're cute, F3. Have fun on your assignment!"

Max stopped in front of Larrabee's desk. "Larrabee, are you ignoring me?"

"Oh, hi Max. I didn't see you."

"You didn't see me, but you saw the cat? Who do you think is carrying her around?"

"It's an honest mistake, Max."

Max rolled his eyes and attempted to enter the Chief's office, but instead bumped the end of his suitcase into the automatic sliding door which seemed to be a bit slow this morning. He dropped the suitcase on his foot. "Owww!" he yelled, hopping around on one foot.

Meanwhile, the tiny blue-eyed cat had gracefully jumped off Max's shoulder and through the partially opened door, padding softly over to the Chief's desk where she jumped with one swift leap. She nuzzled the Chief's hand with her head and he rubbed her ears.

Max was still having trouble with the suitcase. The suitcase had fallen into the partially open doorway. Max turned around, looking for it and backed into the suitcase, falling over backwards into the Chief's office. Somehow he did a back flip and ended up standing, but facing away from the Chief. He straightened his tie and vest and turned.

"Hi, Chief. How are you? What's new?"

The Chief and F3 rolled their eyes. "Max, that was quite a performance. But this isn't the circus! Will you just sit down?"

"Sure, Chief."

The Chief noticed that the suitcase was still stuck in the partially opened door and the door was buzzing loudly, trying to close. "Max, the suitcase is still stuck; will you get that? Wait…never mind, just stay there." He put on the intercom and buzzed Larrabee.

"Larrabee, will you get Max's suitcase out of the door?"

"What's that, Chief? I can't hear you. The door is buzzing so loud I can't hear a thing on the phone? By the way, did you also know that Max's suitcase is stuck in the door? I have a feeling it shouldn't be there…"

The Chief, mumbling to himself, went over to the door and pulled Max's suitcase out of the way. The door closed and all went back to normal…well…maybe not normal…

"Chief, what is this all about…what's going on?" He paused and looked up. "Where's the Cone of Silence?"

"Max, I had it removed."

"No! You had better get it back or KAOS will know all our secrets, Chief!"

"Max, it never worked."

"Why sure it did."

"Max, take my word for it. And I've had a request to take it out anyway."

"A request, Chief, a request? From whom, may I ask?"

"Ummm. One of our agents felt it was a detriment to our security instead of a help. You see, you have to shout in there, and it was felt that KAOS could hear us shouting."

"That's ridiculous, Chief." Max was seriously pouting. "It's always been our best security tool."

"Max, I made sure there is ample security. I had the lab put invisible security wires all around the room. If there is ever a bug planted or any other type of breach, the security system will inform the mainframe and it will send us a message."

"Chief, I really liked the Cone of Silence…this is like…losing an old friend…"

"Max, don't be ridiculous. The shouting under that thing was getting out of hand."

"And it hurt my ears too," spoke up F3, licking her paw. "And it smells nasty under that thing. Like dirty plastic."

"Yes, that's right," said the Chief, petting her back. She wound the end of her tail around his wrist. "F3 is absolutely right."

Max squinted and got a bit closer to the Chief. "You mean to tell me that you listened to a silly cat, but you won't listen to me, a faithful Control agent who has worked his fingers to the bone, slaving for Control night and day…summer and winter, 24 hours a day…going to the ends of the earth every day…"

"Max, get a grip on yourself. You are my best agent, it's true…and you do go on difficult missions and put yourself in danger….but what has this got to do with the Cone of Silence?"

"I want it back!" Max pouted.

"All right," sighed the Chief. "I knew you'd be upset, so…I've asked Carlson to come up with a portable Cone of Silence. I was going to surprise you." He buzzed the intercom again.

"Carlson, are you there?"

"Yes."

"How are you coming on a replacement for the Cone of Silence?"

"I'll be right up."

The scientist who came up with many of the Control gadgets walked through the Chief's door. He had several white plastic bowl-like apparatus in his hands. He put them down on the Chief's desk upside-down. One had the name "Chief;" one said "86", a tiny one said, "F3" and another normal one said "99."

"I brought one for 99, Chief, for the next time she's on a case."

"Very good, Carlson. So how do they work?"

"Well you just put it on your head, like this." He demonstrated by putting 99's apparatus on his head like a derby. Under her name were several buttons. He pushed one. "You push this one to receive, when you want to hear someone." He pushed another button. "You push this one when you want to send…in other words, talk. That's it. When you take them off, they are deactivated, when you put them back on, they immediately reactivate." He paused. "And the best part of it is, you can't be heard by anyone unless they are wearing one of these."

The Chief smiled in appreciation. "Carlson, that's ingenious! I am impressed. Thank you. We will use them right away."

"Oh and F3, there are some slits through the top of yours for your ears and it's lined with blue velvet to make it soft."

F3 purred in appreciation. Max looked at the Chief. "Chief, why does she get special privileges? Why can't I have a velvet-lined one too?"

"Max…." chided the Chief.

"By the way, they're called the Hats of Silence, if you were wondering," said Carlson as he made his exit.

The three put on the Hats of Silence and tried them out. They worked perfectly.

"Max and F3, I told you about the scientists who are being kidnapped and their brains stripped of scientific information."

"Well, Chief," said Max slowly. "You actually told F3 and she told me."

"Yes, that's correct, Max." The Chief sighed. "Anyway, you are to infiltrate KAOS and pose as a scientist and his cat. You will wait at this hotel," here the Chief gave F3 a card with an address that she put in her backpack…"until you get further instructions."

"Chief, about that…don't you think you should have come up with a better disguise for F3? I mean, she really is a cat, so how is having her be a cat a disguise?"

"Max…" the Chief was getting pinkish around the edges of his face. "This is all worked out. No questions. Do you understand me?"

"Chief, you said, 'no questions."

The pink started infiltrating the Chief's cheeks and turning red. "Look Max, just go to the hotel, wait until we find the KAOS building. We will give you directions and then go there and see what you can find out. It's as simple as that. Goodbye."

"Can I just ask if we're through here, Chief?"

The Chief arose from behind the desk, his face becoming a lovely shade of purple. "Max, don't forget to take off the Hat of Silence! Leave it on my desk! And don't forget your stupid suitcase…and get out of here!"

Max took off the Hat, picked up his suitcase and walked out, forgetting F3, still on the Chief's desk. The Chief took her Hat off and stroked her fur. She rubbed his hand with her head and he calmed down.

"They don't really do anything, do they, Chief," said the cat.

"No, it's just to make Max feel better. I had Carlson make them up so we could actually speak to each other without shouting. And the wired security system will take care of any real security breaches."

F3 paused, "He forgot me…"

"He'll be back…just about…now…"

The door opened at that moment and Max nodded to F3, who ran over to him and jumped on his shoulder. The Chief sank back in his chair exhausted from briefing Agent 86.


	3. Another Agent

Chapter 3 - Another Agent

Max and F3 had checked into a hotel after leaving the Chief's office. It was in Washington, because they were to infiltrate the Washington, DC KAOS headquarters, find out what was going on and stop the dastardly plan. All that day, they had languished in the hotel, waiting for more instructions. Finally as night fell, and more hours passed, the two agents started to get tired of watching TV and they went to bed. F3 got under the covers and curled up in Max's arm.

Max had finally fallen asleep when he heard a voice from somewhere the ceiling. The light was out. He was about to get out of bed when he heard the voice again.

"Max, don't turn on the light."

"Who is it?"

"It's Agent 13, Max."

"Where are you?"

"I'm in the light fixture in the ceiling, Max."

"Oh I see now, 13. Electrocution, eh?"

"Yes, Max. I don't want my hair to stand on end. But you know, Max, it's not fun being up here upside-down. It's making my head hurt really bad. And it's dusty up here. It's not doing my allergies any good either." He sneezed a couple of times.

"13, cut that out! I don't need another bath!"

"Yes, I don't need one either, 13, I do my own," piped up F3.

"Is that you, 99?" asked 13. "I can't see in the dark."

"13, obviously you can't hear in the dark either. It's F3."

"Oh, hi, F3. How are you?"

"I'm fine," said F3. "Sorry you have to hang around like that." She giggled.

"Good one, F3!" said 13.

"Will you two stop chit-chatting?" said Max crossly. "What are you here for, 13?"

"Well, don't have a snit, Max. I'm here to tell you that we still haven't figured out where KAOS moved their headquarters this week."

"You woke us up to tell us that?"

"Max…if you don't want me to come around any more, I won't…" 13 sounded pouty.

"It's okay, 13," spoke up F3. "I appreciate your efforts."

"Thank you, F3," said 13.

"You can go now, 13." Max and F3 heard some grumbling and noise as 13 left.

Max closed his eyes. It took him a while before he fell asleep. He had just drifted off when a noise woke him again. At first he ignored it and kept his eyes closed. Then he realized the noise was a pounding on the door. He kept his eyes closed. F3 licked his face and whispered, "There's someone at the door."

Max groaned and got up and put his robe on. He went to open the door, but forgot there was a step between the bedroom and the living room area and fell down that step. He was so tired he just sat there for a moment and then closed his eyes and fell asleep again on the step.

The pounding resumed at the door. Max opened his eyes and got up. He tripped again as he got up but finally made it to the door. He flipped on the light and put his ear up close to the door. The loud pounding came again right next to his ear and he grimaced and put his hand up to his ear.

"What's the password," he said.

"I don't haff a passvord," came a voice with a German accent. "Zis is Seigfried. Let me in!"

Now Max was fully awake. He recognized the voice of his old enemy, Seigfried, one of KAOS' top agents. He went into the closet and grabbed his gun from the top shelf. "Why should I let you in, Seigfried?"

"Just let me in, Schmardt! It's important!"

"Are you alone?"

"Ja, Schmardt!"

Max opened the door with his gun on Seigfried.

Seigfried, a gray-haired man with a young-looking face, a gray moustache and blue eyes, stood somewhat taller than Max. He entered the room.

"So, frisk me, Schmardt," said Seigfried. He held his arms away from his leather trench coat as Max checked him for weapons. Max found 2 knives, a revolver, a semi-automatic and a machine gun.

"What's in the back pants pockets, Seigfried?" Seigfried pulled out another knife from his left back pants pocket and a derringer from the right one. "How about the front pockets?"

"Just my hanky, Schmardt. Und my money…" He held up some wrinkled paper money. "Und my KAOS ID card…"

"Let's see that, Seigfried…Not a bad picture, ay? Who took it? We should hire him at the DMV to take drivers' license pictures. We all look like criminals on our drivers' licenses…." Max glanced at Seigfried when he said 'criminals'…"Eh, sorry about that, Siggy. So, is that it?"

"Ja, Schmardt. I haffn't come here to kill you as usual; I need your help zis time."

Max still had his gun on Seigfried. "What's this about?"

"I haff no one else to turn to, Maxie."

"I find that hard to believe, Seigfried."

"Vould you believe I haff quit KAOS?"

"I find that hard to believe too, Seigfried. You tried that on me once before. I'm not likely to fall for that again!"

"Schmardt, listen to me…by za vay….can ve sit down? My feet are killink me!"

"By all means, Seigfried." Max waved the KAOS agent to the couch. He went to sit down a safe distance away, his gun still in his hand. He fell over the end of the coffee table. He retrieved his gun from under the couch. "So what's the story?" he asked, getting up off the floor.

"Shtarker has been made head of KAOS operations in my sector! I haff been demoted to office boy!"

"Eh, sorry about that, Seigfried!" said Max. "But what do you want me to do about it?"

"I vant to join Control!"

"You tried that before too, Seigfried," said Max.

"No, Schmardt, you don't undershtand! Zis time I am serious! KAOS sinks I botched ze last mission zey sent me on…you know…to capture you, 99 and some of your other agents. Ve almost had Larrabee!"

"I know, Seigfried, although capturing Larrabee wouldn't have been a great feat, you know."

"Javohl, Schmardt, but it vould haff been somezing."

"So you did botch the last mission. Seigfried, why would you come to me for help? You would have killed or tortured me if we wouldn't have gotten away!"

"Oh no, Maxie! You and I…ve are friends…I vould never torture you…kill you, yes, torture…vell, not that I don't sink about it…zat sounds kinda fun…no, Maxie, I vill put zis out of my head."

"You still haven't told me everything, Siggy."

"Vell, zat schtinken schveinhundt Schtarker, he got my job. Chust because he put vun little bullet hole in zat Agent 44…und he vas in a tree trunk at ze time!"

"You will be happy to know that he only grazed Agent 44; the tree trunk saved him."

"Ach! So even Schtarker iss a failure! But try to convince ze big boys at KAOS! Schtarker has been kissing zeir feet for a long time! Und now, ze great Seigfried iss only a has-been!"

Seigfried took out a large handkerchief and blew his nose. He dabbed at his eyes.

"Well, Siggy, that's a nice story. Too bad I don't buy it. By the way, what did you have in mind to do at Control anyway?"

Seigfried brightened. "Vell, since ve haff been friends for zo long, I hoped you vould take me on your next case vith you…after all 99 is not here right now, you need a partner…"

Max squinted his eyes at Seigfried. "Eh, how did you know 99 isn't here?"

"Maxie, look how long it took you to vake up to answer ze door vhen I knocked…99 vould haff voken you up long before zat!"

Max looked thoughtful. "You know, Seigfried, you're right. And I do need a partner…why there's no one at KAOS I'd rather work with than you…but you realize it's only temporary…"

Seigfried smiled. "You vill be on a case very soon, Maxie."

"I am already on a case."

"What is it, Max?"

Just then F3 made a flying leap and landed on Max's lap. He jumped. She gave him a warning glance then curled up in his lap and pretended to be asleep.

"You got a kitty!" said Seigfried. "Can I hold her?"

"Sure." Max handed F3 to Seigfried. He put the gun down on the coffee table. "I'm being a bad host…can I get you something?"

"Vell, I am not really very hungry. It is in ze middle of ze night you know. But if you insist, I vill haff eggs over easy, 2 slices of ham, some sausage und toast und coffee. Oh, und do not forget ze orange juice und a big glass of milk!"

"Siggy, I'm not insisting," said Max. "How about I open you a beer and then we get a little shut-eye." Max got up to go to the kitchen and tripped over the coffee table again, knocking it over.

"Ja, ze beer iss fine…Maxie, haff you got any German beer?"

"Siggy, you're getting whatever's in the fridge."

"Maxie, vhere am I going to sleep?"

"How about the couch, Siggy?"

"I vas sinkink your bed might be nicer."

"I think that too, Seigfried, that's why _I'm sleeping in it!"_

_After some bantering and arguing, Max gave up and slept on the couch with F3. _

_The following morning, Max received a call from the Chief on his plant phone. He pulled up an antenna and spoke into a flower. "What's going on Chief?"_

"_Max, something odd has happened at KAOS. We have received word that Seigfried is missing and that Shtarker is now head of the local branch of KAOS. It seems that Shtarker has decided to go after Control much more aggressively than Seigfried had. We may have to put your other mission on hold while you figure this one out."_

"_What would you like me to do, Chief?"_

"_I know 99 isn't around right now…I've sent her on another case…but I need you to come to Control right away…."_

_Whispering, Max said, "Well, Chief, I just found another human partner who wants to work with me…and I think we should keep F3's abilities a secret…" his voice trailed off as he realized he may have said too much._

"_Max, what in the world are you talking about?" asked the Chief. "Just get down here and we can talk."_


	4. KAOS Joins Control

Chapter 4 - KAOS joins Control

Max entered Larrabee's office. He carried F3 on his shoulder. He told Seigfried that he liked to take his kitty along everywhere. He hoped Seigfried just thought she was a regular kitty. She hadn't talked, although Seigfried wouldn't be able to understand her anyway, not having a special gadget to understand her with.

Seigfried followed Max but waited in Larabee's office. Max had given him his own trench coat to wear instead of his signature leather one. Seigfried also wore a fedora pulled low over his eyes. A pair of sunglasses added to the mystique.

"Hello, Max," said the Chief, as Max entered the office. "Please have a seat. Now what's this about finding another partner? What's wrong with F3?"

"Eh, he's right outside, talking to Larrabee. Nothing wrong with F3,but I don't think you should tell him about her. He thinks she's my kitty. He's not on a case at the moment.."

F3 jumped on the Chief's desk and curled up as if sleeping.

"Who is this agent, Max?"

"Eh, it's Agent Konrad," said Max, giving Seigfried's first name. "He's from European Control."

"Why doesn't that name ring a bell, Max? I know almost every agent in European Control…"

"Eh, well, yes, Chief, this is one of the agents you don't know."

"Well, bring him in, Max."

"I can't."

"Why, Max?"

"Would you believe he doesn't speak English?"

"Max, that's a requirement to be a Control agent!"

"Would you believe he's invisible?"

"Max, what are you talking about?"

"Maybe he's a dead ringer for a KAOS agent…"

"Get him in here, Max!"

Max opened the door and motioned for Seigfried to enter. He pointed to the chair in front of the Chief's desk. Max sat down on the edge of the desk and slipped off. He picked himself up and straightened his tie.

Seigfried was sitting quietly in the chair. The Chief looked at Max and sighed.

"Max, this is Agent Konrad all right…" his voice rose in anger…"Agent Konrad Seigfried of KAOS!"

Max smiled. "How did you guess?"

"It's no guess, Max, he looks exactly like Seigfried! What's going on here?"

"Eh, well, you see, Seigfried wants to join Control, and we thought, since 99 is out of town that we could team up as partners…"

The Chief looked directly at Seigfried. "You tried that once before, Seigfried! Take off those sunglasses!"

Seigfried removed the sunglasses and the hat. He smiled.

"Herr Chief, you are most observant. But I am most serious vhen I tell you I vant to join Control. It's such a nice organization. Just so full of niceness and goodness and all the other…" he started to gag at the idea of niceness and goodness.

"Seigfried, what do you want from us?"

"Vell, Chief, I vill get down to business here. Vaht I really vant is my job back at KAOS. Shtarker iss planning to capture all Control agents, but if he does zat, zere vill be no reason for us to exist and KAOS vill go out of business!"

The Chief looked thoughtful. "You have a point, Seigfried. So let me get this straight. All you want is to get your job back. And you want to join Control and team up with Max to get rid of Shtarker to make that happen. And what do we get out of this agreement, Seigfried?"

"I promise not to kill you right here und now!"

"Siggy," said Max, as he lit the wrong end of his cigarette, "I took all your weapons off of you at my apartment." He looked at the cigarette and made a face. He stubbed it out and lit another.

"Ja, zis is correct," said Seigfried. "Vell, vhen I get zem back, I von't kill you. It's a promise…Haff you effer known me to go back on a promise, Maxie?"

Max started counting silently on his fingers and started to take off his shoes to use his toes.

"Okay, okay, I haff gone back on my promises…vhat can I say to prove to you zat I am serious zis time?"

The Chief and Max looked at each other thoughtfully. They were silent for a few minutes. Finally Max said, "Chief, if we have him take the temporary Control Agent oath of allegiance, surely he won't be able to go back on that…and we know he won't be a double agent."

"How do we know that, Max?"

"Well, Chief, it's really very simple. You see, Seigfried can't be a double agent because if he is a Control Agent, and he used to be a KAOS agent, and he really wants to be a KAOS agent again, well, that's not a double agent, he couldn't be a double agent because it's more like a triple agent or make that a quadruple agent…" Max's voice trailed off and he mouthed some of the words soundlessly as he tried to figure it out himself. He squinted his eyes and they crossed a little bit.

The Chief was looking a little irritated with Max's weird double talk. Seigfried wondered if Max were still speaking English.

"All right, Max," said the Chief. "I'll administer the oath. Then I want to hear how you are going to capture Shtarker."

The Chief administered the official Control oath for Temporary Agents. It would expire at the end of the mission.

"All right Max, how are you going to capture Shtarker?"

"Eh, well, yes…" Max was hedging. He didn't have any ideas.

The Chief turned to Seigfried. "Seigfried?"

"I agree vith Schmardt."

"He didn't say anything, Seigfried!"

"Vell, vhen ve get zere, ve come up vith ideas."

"Do you think you need a disguise, Max?"

"Chief, what if Siegfried disguises himself as me and I disguise myself as Seigfried?"

The Chief rolled his eyes. "Max, why don't you go over to the disguise department and let the experts think of something?"

"Okey-dokey," said Max, cheerfully. "Let's go, Seigfried." They walked out forgetting F3.

"F3," said the Chief, as she stood up on the desk and stretched, "Keep an eye on those two. I don't trust Seigfried and Max, well, just keep an eye on him too." She nodded, gave him a head bump, jumped off the desk and followed the two agents at a discrete distance.


	5. Disguised And Loving It NOT

"Hello, Agent French," said Max, greeting the pretty blonde agent in charge of disguises. He motioned toward Seigfried. "This is one of our temporary agents. He will be working with me on a case. Can you find us some good disguises?"

"Hi, Siggy!" said French. She winked at Seigfried and giggled. "So are you joining Control?"

"Chust for a little bit," said Seigfried, smiling back at her.

"You two know each other?" asked Max.

"Yes," said French. "We dated a few years ago."

"You were a KAOS agent, French?" asked Max, incredulously.

"No, no, of course not, Agent 86. We would go out for lunch or a movie in between the gunfire…I mean, we would shoot at each other, but on breaks, well, it was kinda romantic, right, Seigfried?"

Seigfried was looking all smiley and he blushed. "Ja, French, it vas nice, ze old days, I miss zem."

"Well, maybe _you two_ should go on this case," said Max, irritated.

"No, no, 86, disguises are my life now. So what do you two want to be disguised as…let's see what's here….I have Batman and Robin; Antony and Cleopatra, Tom and Jerry, any two of the Three Stooges or the Marx Brothers, Bonnie and Clyde, George and Martha Washington, Bugs Bunny and Elmer Fudd…Max, you'd make a cute bunny…"

"French, we're not going to a costume party!" said Max, still irritated.

"Maxie, I sink ve do not need disguises."

"No, I insist, Seigfried. We don't want Shtarker to think that Control isn't up on the latest disguises. So French, what disguise do you think Shtarker would be least likely to recognize us in?"

French giggled. "I know just the thing…"

* * *

Seigfried and Max sat in front of a large full length mirror in a dressing room, looking at themselves in their disguises with some scepticism.

"Well, Siggy, I suppose I asked for it…"

"You did, Maxie…"

"Not that I haven't ever worn a disguise like this before…"

"True, I haff too…"

"It's just that I've never thought of myself as pretty…"

"Me either, Maxie."

"How is it that some agents' disguises are so good that you would never know they weren't women?"

"I don't know, Maxie, I don't usually vork here."

French had dressed the two agents as women. Seigfried wore a long blonde wig and a black dress with pearls. Max had a black curly wig with a blue dress that had a matching short jacket. French had applied makeup on Max's face, lipstick, rouge and eye shadow, but decided not to put makeup on Seigfried because it might clash with his moustache.

Seigfried had agreed to wear high heels, but Max drew the line there. He previously had a lot of trouble walking in high heels and agreed only to wear shoes with short sensible heels. They both hated the panty hose.

"French," Max had said. "Why is it that you can make some agents look really beautiful and Siggy here and I can't even get near pretty? I mean, I've seen some of your work and you're amazing…like Charlie Watson…"

"Max, it's all in what we have to work with…Charlie Watson, he has amazing bone structure. Now you and Seigfried, well, you're both so manly…"

"Oh, thanks, French!" Max had said, beaming. Seigfried had smiled too. Then Max had said, "But what if someone sees through our disguise?"

"Well, you're _almost _pretty – that shouldn't happen either…"

"Okay, French, I'll buy that. Come on Siggy, let's go to the lab first and see if Carlson has something new we can use on this case."

* * *

Outside the Control lab, Max whispered to Seigfried, "Let's see if Carlson recognizes us."

Max opened the door. "Can we get a few things for our new case?"

"Yes, come in," said Carlson. "The Chief had me make up a few devices. He told me he was sending two agents down here…"

Carlson looked up then and saw Max and Seigfried. He tried to stifle a snicker. "Okay, Max, what's up? And please don't touch anything!"

"It's Maxine to you, fella!" said Max. "We came to get something to spy on KAOS with…what have you got?"

"I have a new idea that we haven't tried out yet. You'll be the first to use it. Take a look." He handed them a tiny airplane five inches long and three inches wide. It fit easily on Max's hand.

"Cute, ay, Siggy?" said Max. "So what does it do?"

"It's not observable when it's flying. The white colour and use of mirrors make it virtually invisible. Here is the remote control for it." Carlson handed Max a matchbook that opened to reveal several buttons.

"So it will fly in silently and invisibly. You can land it somewhere and it will act as a bug, picking up all conversations in the immediate area. Press this button and you can see what the airplane sees."

"Where do I look through for that, Carlson?"

"Look at the back of the matchbook. Put it up to your eye, Max…right there, where the little round clear plastic circle is."

"Oh very nice, " said Max. "What else?"

"Well, it can drop knock-out pills into fluids, it can shoot a tiny gun; it will make toast for you if you have the bread already in the toaster and it can shoot chocolate syrup."

"Eh, Carlson, why would we want the airplane to shoot chocolate syrup?" asked Max.

"Why wouldn't you?" asked Carlson.

"Maybe if you are shtalking an enemy in an ice cream parlour," offered Seigfried.

"Thank you, Seigfried! I knew someone would come up with a good reason!" Carlson stopped and looked at Seigfried. "Seigfried, why are you here…I mean you're a KAOS agent, I have been told in the past not to let any KAOS agents in here…."

"He's cleared, Carlson, he's taken the Temporary Control Agent oath and he's helping me on a case."

"Oh, I suppose that's why you're wearing those awful disguises…"

"Carlson, I resent that!"

"You should, Max, you look ridiculous!"

Max was playing with the airplane; it was flying around near the ceiling of the lab and even if you knew it was there, it was almost impossible to see while it was flying. Max kept pressing the buttons, trying to see its whereabouts. He tried each of the buttons and suddenly the plane started shooting chocolate syrup all over Carlson.

"Get out of here!" screamed Carlson. "And take the airplane with you!"


	6. Infiltration

Max and Seigfried took the airplane and got in Max's red Sunbeam Tiger. They didn't notice the tiny furry, hitchhiker who jumped in and hid on the floor under one of the seats. F3 thought Max had forgotten all about her and she knew she had to keep an eye on him.

"You better let me drive, Maxie. Und you better put a blindfold on too…ve are going to ze secret headqvarters of KAOS Ve cannot haff you finding out vhere it is!"

"Siggy, in that case, you'd better wear a blindfold too…after all you're a Control agent now too."

"Ja, zis is true, Maxie. Vell, never mind. Anyvay, ve sometimes change building locations too, just to confuse Control agents."

"Siggy! That explains it!"

"Explains vhat, Maxie?"

"Why I'm always so confused!"

Seigfried drove to the secret KAOS headquarters. They entered a back door, F3 just barely getting inside before the door shut, then Seigfried pushed a series of invisible buttons on a wall just inside. Nothing happened. He tried again with no results.

"Siggy, I think they know you don't work here anymore. They probably changed the code. Here, let me try something. You say the invisible door is here in this wall?"

"Ja, Maxie, right here."

Max took a few steps backwards, ran at the invisible door and jumped just as he got to the door, kicking it forcefully, but only succeeded in smashing himself against the wall.

"You know, Maxie, I could haff been wrong about vhere zat door iss…"

"Now he tells me," muttered Max, picking himself up off the floor. He straightened his wig and his dress. "It must have been these female shoes…my real shoes would get through anything, even a wall…"

"Ja, Maxie, I'm sure zat's true…" said Seigfried, sceptically.

"So how do we get into Shtarker's office?"

"I beg your pardon…zat vas my office before Shtarker stole it, zat schveinhundt!"

Max rolled his eyes. "Okay, Seigfried, so how do we get into _your_ office?"

"Vell, ve could take ze elevator…"

"Why didn't you say so in the first place, Siggy?"

"It's tricky, Maxie…you haff to get off at the 7-1/2 floor. I show you."

They got on the elevator. Seigfried pressed the button for the 7th floor. When it stopped, he put it on "hold."

Then he said, "Okay, Maxie, now you shtand here right in ze middle of ze elevator car. I vill climb on your shoulders und open ze door in ze top of ze car. Zen I vill find ze vindow in ze vall above ze elevator car und open it und zere is my office!"

"No, Siggy, you're not going to step on my shoulders and mess up my nice blue dress!" said Max. "Besides, how would I get up there if you're standing on my shoulders?"

"Maxie, Maxie, you vorry too much. Zere iss a ladder on top of ze elevator! I hand it to you vhen I am on top of ze car."

"Oh, well, okay…" said Max. "But wait a minute, what I said about going first…I don't want to get my dress dirty. You're wearing black, dirt won't show," pouted Max.

"All right, Maxie, but I get to shleep in your bed again tonight und you get ze couch."

"That's not fair, Seigfried! It's my hotel room and my bed!"

"Take it or leave it, Maxie."

"All right, I'll take it," Max grumbled.

Max climbed on Seigfried's shoulders, opened the door in the top of the elevator car, climbed out and handed the ladder down to Seigfried. When they were both on top of the car, Max said, "So now what do we do?"

"See za ladder on ze vall, ve climb up zere und get in through ze vindow."

"That's ridiculous, Seigfried! You had to go in this way every day just to go to work?"

"No, zere is another vay in…"

"Well, why didn't we go in that way?"

"Vell, Schmardt, you haff to take a helicopter to ze roof. Zen you shlide down ze ventilation system…"

"Okay, Siggy, I suppose this way is better…"

The two agents climbed the ladder, looked in the window, and seeing no one in the office, pushed the window open and entered. There was a short corridor in the office leading to another door. Max and Seigfried hid in the corridor.

"Ach! He even got rid of my name plate on ze desk!" "There was a very large, elaborate name plate that stated, in fancy, Old English script, "Herr Schtarker."

Max pulled out the airplane and started it flying around near the ceiling. Soon Shtarker arrived, via the ventilation shaft. He kicked out the vent cover and slid down to his desk. Standing on the desk, he replaced the vent cover. He stepped off the desk and sat down at his chair.

Max and Seigfried watched from the corridor. The phone rang. Shtarker picked it up. "Ja, zis is Shtarker…ja, I am closing in on ze Control agents right now. Ve vill shut down Control by ze end of ze day!"

Max and Seigfried exchanged glances. "He's bluffing," said Seigfried.

"Vat vas zat?" said Shtarker, hearing the whispering. He ran around the desk and peered down the small corridor. When he saw Max and Seigfried, he smiled, obviously not recognizing them. "Come in, ladies, und sit down! Vat you vant to see me about? You vant to join KAOS?" He saw F3 who had found another way into Shtarker's office and let herself in. She rubbed herself against Max's leg.

"Oh, you brought your kitty…she's a cute vun!" said Shtarker. He looked up at the Control agents. "Sit down ladies!"

Max and Seigfried sat down uneasily across from Shtarker. F3 jumped on Max's lap.

"Yes, we would like to join KAOS," said Max. "What do we have to do?"

Shtarker was staring at Seigfried. "You know, you remind me of somevun…" said Shtarker. "My mother! It's ze moustache…chust like hers!" He turned to Max. "Und you…you are ze cutest zing zis side of ze Rhine River!"

Shtarker stood up, as did Max and Seigfried. Schtarker backed them into the corridor. Max was frantically trying to find the matchbook remote control for the airplane in his pocket. He finally found it and pushed the button for the chocolate syrup. The plane started shooting syrup all over Shtarker's desk.

"Vat iss zis?" Shtarker shouted. As he ran back to the desk, some of the syrup got on his face. He tasted it. "Zis iss gute!" he said.

He put a glass dish on his desk to catch the syrup. He picked up the phone and dialled. "Ja, send me a qvart of vanilla ice cream, send up some cherries und vhip cream too!"

Max whispered, "How do we get out of here? We can watch Shtarker remotely through the airplane."

Seigfried motioned toward the door behind them. He opened it quietly and they exited the office. The door opened onto a corridor. "Okay, Seigfried, why didn't we come in this way?"

"Maxie, you can only get out zat vay, not in."

"This is the weirdest building I've ever seen!"

"Efferyvun sinks it's a regular office building, even ze people who vork here effery day."

"Well, I'm impressed, Siggy. Let's go back to see the Chief and keep tabs on Shtarker with the airplane."

"Maxie, how did your kitty find us?"

F3 was sitting on Max's shoulder again. She had earlier discovered an easier way into Shtarker's office. The door that only worked one way had a transom over it. And it was open. She had jumped on a cabinet next to the door and gotten through the transom where she jumped easily to another cabinet inside the office and onto the floor. She rolled her eyes thinking about these two agents. She didn't think either one could find his way out of a cardboard box.

The corridor opened into a large open area and there was a grand marble staircase. Max missed the first step and fell down the whole set of stairs, probably 50 or more. He rolled over several times, strangely coming to a stop at the bottom of the stairs standing on his feet. He straightened his dress and wig and retrieved his shoes, which had fallen off half-way down the stairs.

There was a crowd waiting for the elevator, which was still on hold up on the 7th floor. They were all staring at Max. They started to clap and he got a few wolf whistles too. Max smiled and bowed to the crowd, then looked for Seigfried, who was coming down the stairs. "Let's get out of here!"


	7. Checking in with the Chief

They went out the front door of the building, got into Max's car and drove to Control. They entered Larrabee's office. "Is the Chief in, Larrabee?"

"Who are you?" said Larrabee, glancing at Max and Seigfried.

"It's me, Larrabee," said Max.

"Who?" asked Larrabee.

Max pulled out his ID card and showed it to Larrabee. "It's me – Maxwell Smart."

"How did you get Max's ID card?" said Larrabee.

"Because I AM Max!"

"Max doesn't have long curly hair! And he doesn't usually wear dresses, either."

"Larrabee, it's a disguise!" He pulled off the wig so Larrabee could see.

"Oh, hi, Max. Is that 99? Her disguise is even better than yours!"

"No, Larrabee, it's not 99."

"Then who is it?"

"I'd rather not say. He's a temporary Control agent, top secret."

"Okay, Max, I won't tell 99."

"Tell her what?"

"That you've replaced her with another partner," Then he whispered confidentially to Max, "and Max, she's not very nice-looking."

"I noticed, Larrabee," Max whispered back. "So is the Chief in?"

"Sure, go on in. Can I hold F3?"

"Sure, if you want, Larrabee."

Seigfried stopped Max with his hand. "Chust a minute, Maxie. Vhat did he call ze cat?"

"F…eh…her name is Effie. But we call her F3 sometimes because she likes to pretend she's a Control agent."

"Oh. I see," said Seigfried, apparently satisfied with the explanation.

Max and Seigfried entered the Chief's office.

"So how's it going…." The Chief's voice trailed off as he saw the disguises. "Not French's best work, is it, Max?"

"Chief, I resent that!" said Max.

"So, as I said, how's it going…have you gotten your job back yet, Seigfried?"

"No, Chief," answered Max. "But we did find out one very important thing…"

"What's that, Max?"

"Shtarker is crazy about chocolate sundaes!"

"How is that important, Max?"

"Carlson gave us this spy airplane that's invisible and it does everything including making toast in the morning…that is, eh, if you have the toast in the toaster already…you can't see the plane when it's flying and we put it in Shtarker's office," he glanced at Seigfried… "Eh, sorry…Seigfried's old office…and we were hiding in the corridor…and we got away by shooting him…"

"You shot Shtarker?" asked the Chief.

"Yes, Chief, we shot him."

"So where is he now…did you kill him?"

"No, we didn't kill him. We just shot him with chocolate syrup. It's not usually lethal unless you eat too much of it…" Max put his eye up to the tiny lens on the matchbook. Then he said, "Shtarker is still in the office eating his ice cream sundae."

"What are you talking about, Max? Seigfried, can you tell me what he's talking about?"

"All I can say, Chief, iss that I haffn't got back my job yet."

"Seigfried, you have to capture Shtarker. You were in his office…why didn't you and Max capture him then?"

"Maxie vas playing vith his little toy airplane!"

"Siggy, that airplane saved us from…well, I don't want to think about that…" said Max.

"What is all this about the toy airplane anyway?" asked the Chief.

"It's a spy toy, Herr Chief," said Seigfried. "It's flying around in MY old office, und Maxie can see vhat Shtarker iss doing on zat matchbook."

"Then why don't you go and think about how you are going to capture Shtarker? This shouldn't be so difficult!" said the Chief.

* * *

Max and Seigfried were back in Max's hotel room. They had removed the disguises. Max put on his robe to get ready for bed. He came over to the couch and fell over the end of the coffee table again. He sat down.

"Seigfried, I've been thinking." He scrunched his eyes together. "What else did Carlson say the airplane could do?"

"It flies, Maxie, it's invisible, you can listen und see vhat it sees…"

"Yes, Siggy, and it makes toast and shoots chocolate syrup…and what's the other thing? I know there's something else…that's it! It releases knock-out drops into liquids!"

"You are right, Maxie!"

"Siggy, we could squirt chocolate syrup again, Shtarker will send for ice cream and we will release the knock-out drops into the ice cream sundae!"

"Maxie, you don't haff to do that, just release ze drops into ze coffee or vhateffer he has on his desk. Und ve don't haff to be in ze office…ve can do it from here!"

"We're a genius, Seigfried," said Max excitedly. Then he closed his eyes momentarily. "Siggy, how are we going to get into the office and get him out…it's so difficult to get in there…"

"Oh, Maxie, zis time ve take ze back stairs."

"There's a stairway? Why didn't we take that way before?"

"Maxie…it's no fun zat vay!" Max gave Seigfried a really dirty look. "Vell, you see, it's too obvious und Shtarker could haff seen us if he vas in ze office…"

"All right, Seigfried, get upstairs so I can get some shut-eye."

Hours later, about 2:00 am, Max heard Seigfried tiptoe across the room. He pretended to be asleep but kept one eye open. The moon was shining in the window and it brightened the room just enough to let Max make out what Seigfried was doing. F3, as always by Max's side, put her head up to watch too.


	8. Back on the Case

Seigfried moved surreptitiously across the room to where Max had laid his female disguise. Seigfried checked the pockets of the dress. Not finding anything in them, he walked to the closet and went through the coats' pockets.

Max sat up on the couch quietly, reached for his gun, and put his hand in his robe pocket to make sure the airplane remote was still there. He was keeping it on his person at all times. You could only trust a KAOS agent so far, even a former one….. Max switched on the lamp next to the couch.

"Looking for a …" he consulted his watch…"2:00 snack, ay, Seigfried?"

"Ja, Maxie," said Seigfried, surprised.

"Siggy, I don't keep much food in the closet. What are you really looking for?"

"Vas chust going out for a valk…"

"The closet doesn't lead outside, Siggy. Were you going to walk outside in your pyjamas?" He held up the matchbook airplane remote. "Were you looking for this?"

"Ja, Maxie." Seigfried sat down at the desk. He dabbed his eyes with his hanky. "I chust vanted to see my old office again."

Max put the matchbook up to his eye and saw what the airplane was seeing. The plane was still inside Shtarker's office. "It's the same, Siggy….wait…Shtarker's coming back…through the vent…he's sitting at his desk again…"

"Vhat's he doing, Maxie?"

_"Reading something…let's see…it says "Plans to eliminate all Control agents…starting with Maxwell Smart and the traitor Konrad Seigfried. That's not surprising."_

"Traitor? He calls me a traitor? Vorse…he calls me a Control agent?"

"Siggy…you _are_ a Control agent, at least temporarily…"

"Ja, you are correct, Maxie, unfortunately…vhat else does it say?"

"There's another paper he's looking at now. It says, "How to extract information from important scientists' brains without them knowing…"

"Vhat else?"

"Eh, nothing, Siggy. I suddenly can't see anything except some kind of mesh. The plane isn't flying anymore. Shtarker must be on to us by now. So just go back to bed, Seigfried. There's nothing else we can do til morning."

The following day, Max, Seigfried and F3 went back to Control for another set of disguises.

"French, we don't like these disguises. We almost got ourselves in trouble with them. Do you have anything else?"

"Well, I could dress you both up as scientists, I hear KAOS is looking for scientists."

"French, where did you hear that? That's top secret!"

"I don't know. I think it was on the radio…"

_"I __told the Chief not to get rid of the Cone of Silence!"_

"Well, going back to the disguises," said French. "I could do Mr and Mrs Einstein or Leonardo da Vinci and the Mona Lisa…"

"No, no, no! Can't we just be generic scientists?"

"Well, I suppose. But that's no fun." French looked in a drawer and took out a pile of files. She looked through them. "Okay, here are your secret identities. You are both German scientists who have made important discoveries in the field of physics."

"Do I have to talk like him?" said Max, nodding toward Seigfried. "That accent gets a little tiresome…"

"Vhat accent?" asked Seigfried. "You sink I haff a accent?"

"Shut up, Seigfried," said Max.

French ignored them. "Max, your name is Einstein Albert, and Seigfried, yours is Seigfried Konrad."

"Why do those names sound familiar?" said Max, squinting his eyes thinking. "Wait a minute, no one is going to believe I'm Albert Einstein, why this wig is black and it's not even standing on end!"

"No, no, Max, I said Einstein Albert, not Albert Einstein. A totally different scientist...the other physics genius..."

"The _OTHER_ physics genius? Why do they have almost the same name?"

"Max, I have no idea. Look, here are your identity information packets. Memorize them, then burn them."

The two agents nodded.

"And now we come to F3. I knitted her a sweater because she's so cute." She picked up F3 and turned around to get the sweater. French whispered in the cat's ear, "The sweater has a secret inside pocket. Carlson gave me a couple things for you, but I don't want to say it in front of Seigfried. In the pocket, there is a tiny explosive that you can throw if you're in danger. It only explodes if you pull the top off and throw it like a grenade. And on your collar, I am attaching a tag that is really a phone. You press the back with your claw to dial. There is a direct line to the Chief and it has a homing device too."

French turned around. "There, isn't she darling?" She had put a little white sweater with pink and green flowers on the cat. She had also placed the tag on her collar. "The tag is so she doesn't get lost, boys. I see she follows you everywhere. It has her name and address on it."

"Smart thinking, French. Jump, F3." The cat jumped gracefully to Max's shoulder. The two agents went to the Chief's office.

Max and Seigfried were both wearing big black moustaches with black wigs, parted down the middle. They were wearing tuxedos and bow ties. They had dark eyebrows and round metal frame glasses. They looked almost alike.

"Well, those disguises are quite an improvement," said the Chief. "Are you both posing as Groucho Marx?"

"No, Chief!" said Max, disgustedly. "Isn't it obvious? We're posing as German scientists!"

The Chief looked skeptical. "Well, that should get you in to see Shtarker. Our sources tell us that Shtarker is luring in scientists so they can be eliminated after the information is extracted from their brains."

"How is he luring them in, Chief, with chocolate sundaes?"

"What? Max, that doesn't make sense. No, he's putting ads in the papers saying that a certain technology company has scientific positions available with huge salaries. The address is of course KAOS. After he's lured them in, they are handed over to the technology experts who strip them of their knowledge."

"How did you find out zis information?" asked Seigfried.

"Seigfried, if I tell you, do you promise to forget it as soon as you get your job back?"

"Vell…"

"All I can say then is … we have our ways. Now you two get going, the scientists are falling faster than flies."


	9. Shtarker's Complaint

Again the agents arrived at the KAOS building. They entered through another way this time. They went into a basement door and walked hundreds of steps both down, up and all around, but finally arrived, panting, outside of Shtarker's door.

"I forgot, ve can't get in from this side," said Seigfried. "Ve haff to use the elevator and get off at the 7-1/2 floor again."

"Oh, no," complained Max. "Isn't there another way?"

F3 butted Max's face and pointed at the transom when Seigfried wasn't looking. She jumped up on the cabinet and through the transom again. In a minute she had opened the door which had a push button inside to open it.

"How did you teach her to do that?" said Seigfried.

"I'm the greatest cat trainer this side of the Mississippi, said Max. F3 was sitting on his shoulder again. She bit his earlobe. "Owww, what did you do that for?"

They went inside and sat down at Shtarker's desk. In a few minutes he arrived by the air shaft. He dropped onto his desk, and saw his visitors.

"Who are you?" He looked from one to the other. "You are Groucho Marx? I didn't know there vere two Groucho Marxes...Vait I haff chust the thing..." He reached inside a desk drawer and brought out a humidor. He opened it and offered them each a cigar.

They each took a cigar. "Thank you. But you misunderstand, Herr Schtarker...we're scientists and we're looking for jobs," said Max.

"I see. Vell, ve are conducting interviews in ze back room. Vhat are your names?" He wrote down the information and put it into folders. Then he looked up.

"You know, zis iss a lonely job. I vonce had a vonderful boss, his name vas Seigfried. Ve had such a vonderful time killink and shootink and torturink Control agents. Zen he made a couple of teensy mistakes. Zey took avay his chob. Zey made me Head of zis Division of KAOS, but I am lonely, no vun to vork vith. No vun to share the torturink vith. I am sooo depressed! He started to sob."

Seigfried stood up and said, "Shtarker…Zis is KAOS…VE DON'T SOB HERE!"

Realizing he had given himself away, Seigfried's eyes opened wide. He backed up. Shtarker jumped up on his desk and down again the other side. He backed Seigfried into a corner.

"Seigfried! You're back!" Shtarker grabbed his former boss and gave him a huge bear hug. Then he glanced at Max and let Seigfried go. "Who is zat, Seigfried?"

Max backed up a bit. He put the cigar in his mouth and wiggled it, while moving his eyebrows up and down and rolling his eyes. He started walking around the room in a stooped position, while doing a perfect impression of Groucho. "Why, I'm the_ real_ Groucho Marx! Is this place KAOS or am I a monkey's uncle...in that case, I think you're the monkey, but I'm certainly not your uncle..."

Seigfried had had enough and he pulled off Max's wig, moustache and glasses. "Shtarker, it's Schmardt..."

"Max, so good to see you! But it's too bad you aren't really Groucho Marx...I vanted his autograph..."

"Will you feel better if I give you my autograph, Shtarker, I can sign it 'Groucho..." He signed a card and Shtarker proudly put it on his desk.

Shtarker looked genuinely happy to see them both. "Now I am feelink so much better! I haff my boss back und my best enemy! Now I can kill you, Max….it vill be tvice as much fun!"

"Well, Siggy, it's been great," said Max. "I think I'll run along now. Nice to see you, Shtarker. Thanks for the cigar..."

"Not so fast, Maxie!" said Seigfried. He pulled out a gun and held it on the Control agent. He didn't notice little F3 hiding and watching a distance away.

"Wait, Seigfried. We had an agreement. You said you would be a Control agent until you got your old job back."

"Vhat about it, Shtarker? Do I haff my old job back?"

"Yes, yes, Seigfried, I am so happy to haff my favourite boss back…"

"All right Schmardt, get in ze back room…"

"Wait, Seigfried. Can I have a last request?"

"Vhat iss it?"

"How about a chocolate sundae. I love to see the chocolate squirt from the ceiling."

"How did you know about zis?" asked Shtarker.

"We know because it's a Control invention, Shtarker," said Max.

"A Control invention?" Shtarker went over to where the tiny biplane was caught in a large butterfly net. "I sought it vas a large insect."

"So what do you say?"

"OK. I haff some ice cream left." While he went to the refrigerator in the next office to get ice cream, Max untangled the tiny biplane. He knew that F3 had the remote and that she was watching. He made a signal for her to push the button for knock out drops in Shtarker's coffee. When he came back with the ice cream, Shtarker drank some coffee and was soon sound asleep.

"Vell," said Seigfried. "Zat chust leafs you und me. I haff my job back und I haff ze gun."

"Wait, Siggy. Remember I asked for a chocolate sundae. Can I have the plane shoot syrup on my ice cream?"

"Sure Max, giff me ze remote."

"I don't have it."

Seigfried narrowed his eyes. "Zen how did you shoot the knock out drops, Schmardt?"

Max tried all his pockets, looking for the remote, even though he knew F3 had it. He couldn't give her away.

"Would you believe the Chief has the remote and accidentally sat on it?"

"I don't sink so, Max."

"Would you believe that the plane is really is a large but lethal mosquito and it bit Shtarker?"

"Hardly."

"Would you believe my cat has it and pressed the button just at the right time?"

F3 had kept herself hidden well, so that even Max wasn't sure where she was.

"Very funny, Maxie. Now valk ahead of me, shlowly."

There was a doorway in the back of the office that led to another room. At the back of the second office was another door, and this one led to…

Seigfried unlocked the door. There were rows and rows of people in huge glass jars, seemingly sleeping.

"Seigfried, what's this?"

"Zese are ze scientists. Zey are vaiting in suspended animation until ve are ready to pull all ze information from zere brains. Zen ve let zem go. Of course zey vill be zombies, but zat is another shtory."

"Seigfried, you can't be serious!"

Seigfried thought a moment. "Vell, vould you belieff zey are vaiting for a nice day to vake up and haff a picnic?"

"What?"

"Vould you belieff it if I said that their scientific work is so boring, they chust vent to shleep?"

"Seigfried, that's ridiculous."

"Vhat if I told you zat ve can't boot up our mainframe … zere is somesink wronk vith it… und ve need it to carry out our dastardly plan?"

"I don't think I would believe that, Seigfried."

"Vell, zat's ze truth, Maxie. Zat mainframe iss giffing us lotsa trouble…und ve even got it at a reputable pawn shop."

"I see. So what are you going to do now?"

"Ve haff a suspended animation jar vith your name on it, Schmardt." Sure enough there was a large jar with Max's name on it.

F3 knew she needed to take some action. She ran out in front of Seigfried, he fell over her and his gun flew out and skittered away. Max grabbed the gun and held it on Seigfried. He made Seigfried get in the jar with Max's name on it. He locked it from the outside. Then he sat down at the mainframe console. F3 jumped up.

"How do you work this thing?" Max muttered to himself. Suddenly F3 went into action. She typed at the keyboard and pushed various buttons. A readout spit out of the printer and gave the names of the scientists. It gave instructions on how to take them out of suspended animation. Max and F3 quickly followed the instructions. However there was a waiting period for the scientists to become reanimated, just a few minutes. They started checking each scientist to make sure they were awakening. F3 put in a call to the Chief on her tag phone.

"Good work, F3," said the Chief. "I'll send some agents over to meet the scientists and debrief them. But how did you say we get into the building?"

F3 gave directions, but said the building was full of KAOS agents and thought it might be easier to get the scientists out of the building rather than sneak the Control agents in.

"Good thinking, F3. Where's Max?"

"He's here, but I see that Shtarker has awakened…he's coming in the door with a gun…" The Chief heard a click and then no more..


	10. The Standoff

F3 scratched Max's ankle to alert him and there was a standoff. Shtarker had a machine gun and Max had his own pistol and Seigfried's too.

"Hold it right there, Shtarker," said Max.

"Schmardt, drop your guns!" said Shtarker.

"No, you drop yours. Can't you see that two is better than one?"

"Ja, but mine is bigger, a lot bigger!"

"You could be right, Shtarker. But I still want that chocolate sundae. I won't budge until I get it!"

"Oh. Okay, Schmardt." Shtarker turned to go back into his office and make the chocolate sundae. He didn't see F3 hiding out at the doorway and she zoomed across in front of him so fast that he tripped and dropped his machine gun like Seigfried had and it flew across the room. She threw her tiny grenade in the opposite corner of the room to confuse Shtarker. Then, quick as a wink, F3 had put the butterfly net over the machine gun and pulled it into the bathroom, the handle of the net in her teeth, and she locked the door.

"Hey, you schtinken katzenjammer, giff me back my gun!" Schtarker pounded on the door furiously. "I vant my machine gun back…I luff my machine gun…" he started to sob and Max put handcuffs on him and led him back into the room with the scientists, after giving F3 the word that it was safe to come out of the bathroom.

"Well, F3, we have this case all sewed up!"

"Max," said the cat, licking her paw. "How are we going to get these scientists and our prisoners out of here through the building filled with KAOS agents?"

"We could let them jump out of the windows, F3."

"Max, we're on the 7-1/2 floor. They'd be hurt or killed."

"We could make them all invisible and lead them through the building and out the front door. No one would see them!"

"Brilliant, Max," said the cat sarcastically. "Do you have an invisibility formula?"

"Eh, not with me, F3," said Max. Then he snapped his fingers. "I know…we'll get them out of here through the fireplace and up the chimney to the roof like Santy Claus."

The cat sighed. "Max, I suppose I should say you're getting closer." She padded over to a door in the back of the room. "Open this door, Max." He opened the door by shooting off the lock. "Max, these stairs lead to the roof. Why don't we have everyone go up there and then call for Control helicopters?"

"How do you know the stairs lead up to the roof."

F3 sighed again. "Max, see those blueprints on the wall? It has the whole layout of the building. I just looked there."

Max looked incredulous. "You can read blueprints? My kitty can read blueprints?"

"Max, I'm not your kitty, remember?"

Max said something under his breath. The scientists began to awaken and Max opened their jars and debriefed them. He led Seigfried and Shtarker up to the roof, handcuffed of course, after F3 called Control for helicopters. After the KAOS agents were gone, the scientists went up on the roof and a huge fleet of large helicopters took a few away at a time.

* * *

Safely back at home in their apartment, both Max and F3 were glad to see that 99 had just arrived a few minutes earlier, after finishing her assignment. They were all glad to be home. The kids were staying with 99's mother for the rest of the week and the three agents could relax and recover from their missions.

"Say, F3," said 99, after Max and the cat had told 99 the details of their assignment. "I wonder why KAOS didn't notice on their security monitors that the scientists were up on the roof and leaving the building for safety."

F3 sat on her haunches, her front feet straight. She took a lick at one of her paws as a feline smile played at the corners of her mouth. "I took care of that."

Now Max's curiosity was piqued. He hadn't even thought of that. "What did you do, F3? Cut the electricity?"

"No, they would have noticed that. I just had our little bi-plane cover the two TV security cameras in those rooms with chocolate syrup."

99 laughed. Max said, "Oh."

**THE END**


End file.
